Terms and Conditions
Effective Date: 3/30/2026
These Terms and Conditions (“Terms”) govern your use of services provided by Exoscout LLC (“Exoscout”, “we”, “our”, or “us”). By engaging our services, you (“Client”, “you”, or “your”) agree to be bound by these Terms.
1. Services
Exoscout provides business process outsourcing services, including but not limited to:
- Talent sourcing and recruitment of remote workers
- Provision of remote personnel for client-specific roles
- Ongoing operational support related to outsourced services
Exoscout will use reasonable efforts to identify qualified candidates based on Client requirements. Final hiring decisions remain solely with the Client.
2. Client Responsibilities
The Client agrees to:
- Provide accurate job requirements and role descriptions
- Conduct interviews and select candidates
- Provide necessary training, guidance, and operational direction
- Ensure compliance with applicable laws and industry requirements
The Client is solely responsible for any additional screening requirements, including background checks, certifications, or regulatory compliance.
3. Independent Contractor Relationship
Exoscout operates as an independent contractor.
- Candidates are not employees of the Client
- Nothing in these Terms creates a partnership, joint venture, or employment relationship
Each party remains responsible for its own operations and obligations.
4. Use of Candidates
The Client agrees:
- Not to assign illegal, unethical, or hazardous tasks
- Not to require work outside agreed responsibilities
- Not to provide sensitive assets (e.g., cash, financial instruments, confidential data) without prior written consent
The Client is responsible for reviewing and approving all work before external use or distribution.
5. Equipment and Work Environment
Exoscout provides standard equipment necessary for remote work, including:
- Computer and internet access
- Communication tools
- Time tracking systems
Any additional tools or software required by the Client must be approved in advance.
6. Confidentiality
Both parties agree to maintain strict confidentiality of all non-public information exchanged during the relationship, including:
- Business processes
- Financial data
- Client and vendor relationships
- Contract terms
Confidential information may only be disclosed:
- With prior written consent
- To advisors on a need-to-know basis
- When required by law
Confidentiality obligations survive termination of the relationship.
7. Non-Circumvention
The Client agrees not to:
- Directly or indirectly engage, hire, or contract with candidates or Exoscout personnel outside of Exoscout
- Circumvent Exoscout to avoid fees or contractual obligations
This restriction remains in effect during the relationship and for a reasonable period after termination.
8. Monitoring of Communications
The Client acknowledges and agrees that communications with Exoscout representatives may be:
- Monitored
- Recorded
These recordings may be used for operational, training, and business purposes.
9. Limitation of Liability
To the maximum extent permitted by law:
- Services are provided “as is” without warranties of any kind
- Exoscout disclaims all implied warranties, including merchantability and fitness for a particular purpose
- Exoscout is not liable for indirect, incidental, or consequential damages, including loss of profits or data
10. Indemnification
The Client agrees to indemnify and hold Exoscout harmless from any claims, damages, or liabilities arising from:
- The Client’s use of services
- Actions, instructions, or oversight of candidates
- Violations of applicable laws or regulations
11. Term and Termination
- Services operate on a recurring basis unless otherwise agreed
- Either party may terminate with written notice
Exoscout may terminate immediately for:
- Non-payment
- Insolvency
- Repeated unprofessional conduct
A limited trial period may apply, allowing early termination under specified conditions.
12. Modifications
Exoscout reserves the right to modify these Terms at any time.
- Updates will be posted on our website
- Continued use of services constitutes acceptance of revised Terms
13. Force Majeure
Neither party shall be liable for failure to perform due to events beyond reasonable control, including:
- Natural disasters
- War or civil unrest
- Labor disputes
- Government actions
Obligations will resume once the event has resolved.
14. Dispute Resolution
- Parties agree to attempt good-faith negotiation first
- If unresolved, disputes will be settled via arbitration
- Arbitration will take place in Delaware, USA
- Decisions are final and binding
15. Governing Law
These Terms are governed by the laws of the State of Delaware, United States.
16. Severability
If any provision of these Terms is found unenforceable, the remaining provisions will remain in full force and effect.
17. Entire Agreement
These Terms represent the entire agreement between the Client and Exoscout regarding the services provided.
18. Contact Information
For questions regarding these Terms, please contact:
Exoscout LLC
320 5th Avenue
Wilmington, Delaware 19805